The Second Wave
by Lady by the Lake
Summary: Post Marionette. It has been three months since Olivia has returned from the other side and she has yet to come to terms with recent events.  Little does she know there is a new threat which may rip away everything she holds dear.  CHAPTER 5 NOW UP
1. Chapter 1

_Disclaimer: All publicly recognizable characters, settings, etc. are the property of their respective owners. The author is in no way associated with the owners, creators, or producers of any media franchise. No copyright infringement is intended._

**Author's note: This is my first foray into fan fiction and it is also unbeated. All errors are my own**.

* * *

Chapter 1

As the commuter train slowly made its way into Boston, Olivia Dunham tried to pinpoint the exact time her life had turned to hell.

Her life was never perfect - in her thirty odd years on this planet it was hard for her to recall a lengthy period of unmitigated bliss - but damnit she expected something more than _this_. Olivia has been lead investigator in Fringe division for almost three years now. Three years since she forced an unwilling son to reconnect with his unhinged father. Three years since her relationship with these men morphed from wary to amiable to something closer than family. Three years since she thought she finally found a place where she belonged.

Then seven months ago reality shifted and her world came crashing down. The father's deception was exposed, her own lie of omission revealed, and the son fled into the night. But Olivia had always been a fighter. She wouldn't give up on her makeshift family so easily. She wouldn't give up on _him_ so easily. Olivia searched the ends of the earth for him. She crossed into another earth to find him and bring him back where he belonged. In doing so Olivia stripped away her amour and laid her heart bare for the first time in her adult life.

_That, _she thought dejectedly, _was the moment it all blew to hell._

The train rolled into a stop, luring Olivia from her thoughts. Sighing, she pulled a small suitcase from the overhead storage compartment and made her way to the exit, using her free hand to claps the lapels of her coat together for added protection against the bitterly cold wind. The winter was a bad one, even by Boston standards, so it was an easy decision to travel by train instead of car on her impromptu long weekend.

Ever since she returned three months ago Broyles had been insinuating that she was reinstated too early and should take additional time off. She was assigned cases in much lighter loads than she was used to. Before the _incident _the ink would barely dry on a finished case report before she was thrust back into the world of the weird and mysterious. Now she would have lengthy breaks - days even – before she received her next assignment. At first Olivia spent those days secluded in her office in the federal building. She did not want to return to a house that was no longer her home. She didn't want to deal with anything that reminded her of the _incident_.

Astrid was the one to snap her out of it. She appeared in her office one night with little warning, placing a fresh cup of coffee in front of Olivia as she took a seat in the visitor's chair.

"This isn't like you," she said simply.

Olivia cocked her head slightly to the side. "What isn't?"

"Hiding. I never thought I'd see the day Olivia Dunham run away from a problem" and then Astrid took a sip from her own cup of coffee. Just like that.

"Hiding? I'm not hiding Astrid. She's – she's – that woman is _everywhere_"

Astrid simply raised an eyebrow and asked, "So what are you going to do about it"?

Olivia spent the very next Saturday searching for an apartment. The new place was cozy with nine-foot ceilings, a fireplace in the master and a second bedroom that she prepared for family visits. Olivia's wardrobe was next. She donated most of her clothes to a local woman's shelter. There were a few pieces that Olivia didn't recognize and knew that _she_ had purchased them. Those items never made it to the donation pile – Olivia took great pleasure burning them in the fireplace.

Olivia took the following week off of work, her first real vacation in almost four years, and headed over to Chicago to spend time with Rachel and Ella. She spent the days playing with her niece and the nights reconnecting with her sister over a bottle of good red wine. For the first time in long time she found herself able to smile again. She laughed, too. Not as often, and not as easily, but when the laughter came it was sharp and real and she never held it back. And some nights when she curled up alone in bed and listened to the wind race past the windows she found that her mind was at peace. Those were the nights she managed not to think of _him_.

* * *

But Olivia couldn't stay in Chicago forever. Her niece had school and her sister had work and life couldn't stop just because Olivia so desperately wanted it too. So she hugged her family goodbye and took a red eye flight back home. And because she wasn't going to hide – it wasn't her style, after all – Olivia Dunham walked into the Kresge building with her head held high the following Monday.

Walter Bishop was the first to notice her arrival. He was in the middle of the lab standing before a fresh corpse, the scalpel moments away from its first incision. He looked up at the sound of the door and exclaimed "Agent Dunham!"

She smiled a greeting at Walter and nodded hello to Astrid who quickly appeared at his side. It seemed that the three of them had the lab to themselves at the moment.

Olivia tilted her head towards to corpse. "Do I even want to know"?

Walter smiled even wider "Oh Mr. Jacobs here? It appears that he drowned whilst locked in a room with no liquids of any sorts. Isn't that _delightful_"?

His answer was weird and wonderful so very Walter that Olivia felt good – almost normal - for the first time in a long time. She laughed a little and called Broyles for an update on the case. Her superior gave her a brief rundown and promised to email her the details in the next fifteen minutes. She decided to give the late Mr. Jacobs some privacy when the autopsy began in earnest and strolled over to scratch her favorite bovine behind the ear. Things weren't so bad.

Of course it was that moment when Peter Bishop entered the lab. His attention was drawn down to the pink box of pastries in his hands. His eyes were bright and he was smiling. Like he didn't have a care in the Goddamn world.

"I'm sorry Walter but they were out of chocolate éclairs. Don't worry, I got extra maple creams to make up for it" And he looked so happy and beautiful that it felt like her heart quite literally exploded in her chest. She raised a hand to her breastbone and the movement caught his eye because he turned to look at her in surprise. Peter's eyes widened in as he took her in her unexpected appearance. For a moment the smile dropped off his face, just a second really, but it was enough.

"Uh.. Just got off the phone with Broyles" Olivia lied "He needs me to head to the federal building for an update. I'll, uh, I'll be in touch."

She speed out of the room without a second glance and Peter. She couldn't look at him again. It hurt too much.

One step forward. Two steps back.

* * *

Anyone unfamiliar with the details of the _incident_ may have assumed that Olivia was simply recovering from a broken heart. Girl meets boy, girl blackmails boy, girl and boy fall in love, boy unwittingly begins affair with doppelganger from alternate universe, boy loses girl. Just the kind of story you hear everyday.

Olivia was mourning the end of her almost romance with the younger Bishop, that much is true, but it wasn't the sole reason from her self-imposed isolation. Hell, it wasn't even the main reason she felt so disconnected from her friends and colleagues. The simply fact is Olivia was replaced by a not-so-identical version of herself and the people closest to her never bothered to notice the difference. It was the first time she allowed herself to trust someone, the first time she completely and utterly needed someone to fight for _her_, and it backfired like she always feared it would.

They. Never. Noticed.

And that wasn't even the most hurtful part of it all. Olivia had spent time in her alternate's shoes while trapped on the other side. The other one had a boyfriend that loved her, a mother that cared for her, friends that would do anything to keep her safe, and colleagues that would literally die for her. She had a fuller life – a _happier_ life. Peter had confessed that the alternate was quicker with a smile. Was she a better person? Did her people like the alternate version better? Was this Olivia Dunham too broken to be loved?

Olivia feared that she would never know the answer.

* * *

The Bishops solved the death of Mr. Jacobs without her help. Broyles had sent her to Langley for re-certification, she was due for it after all, and then she spent two week in New York assisting on a counter-terrorism task force. Not her usual line of work but a welcomed change. It felt good to throw herself back into the job without painful reminders of the _incident_. She felt stronger, invigorated and back in control for the first time in recent memory. Olivia started to wear her hair down again and when she caught her reflection in passing she would no longer be startled by the new look. The bangs belonged there now. They were a part of her identity and no longer a reminder of the other one.

The task force wrapped up early and she found herself back home in Boston three days before she was scheduled to return to Fringe. She called Astrid and learnt that everything was quiet on their end as well. They hadn't had a case in a couple of days and Walter was occupied recreating a version of his grandmother's _Rindsrouladen. _Interesting, to be sure, but she was certain this puzzle could be solved without Olivia's immediate attention.

She checked her voicemail and found a week old reminder from her college roommate. She was celebrating her four-year wedding anniversary in New Hampshire and would Olivia finally make it down for a visit? It was this weekend; she wasn't schedule to be back to work until Monday and had no other plans. Why not go?

Olivia repacked the remaining clean clothes into a small overnight bag, sent a quick text to Broyles to inform him that she would be out of town for he next couple of days, entered the destination into her GPS and drove out of town. She didn't get very far, though, as the blowing winter snow reduced visibility almost zero. There was no reason to be on the freeway unless you were suicidal. On the spur of the moment she pulled into the train station and was happy to learn the trains were running on schedule. As luck would have it the next train out was leaving in twenty minutes. Olivia was grateful that good luck was finally headed her way and paid for her ticket in cash.

She didn't realize that she left her cell phone in the car until after the train left the station. That should be okay, though, because what could happen in few days?

* * *

Present Day

It hadn't snowed since the night she left Boston so Olivia didn't have too much trouble digging her car out from the train station parking lot. The roads were cleared and salted so she let her mind wander on the drive back to her apartment. It was great visiting her old friend but she was glad to be home. She had one last day to get her apartment back in order and make some attempt at cleaning up the mountain of laundry waiting for her.

_Then I have to clean up the mess waiting for me at work. _She thought wistfully.

Peter. Things have been so difficult between them since her return. They had both retreated to separate corners to lick their wounds in private. They both needed time to heal before they could reattempt an open exchange, to see if there was anything worth salvaging from the ashes of their relationship. But then she was called into training and afterwards she was assigned to the task force and before she knew it a month had gone by without so much as a word between them. Now so much time had passed she didn't even know where to begin.

_Monday. First things first. Peter would have to wait until Monday. _She told herself that she wasn't compartmentalizing. Uh-huh. Might as well convince herself Walter was newly elected President of the United States. And Nina Sharpe is her fairy godmother. And Philip Broyles is the tooth fairy. Olivia snorted at the images as she pulled into her parking spot. It was almost midnight – too late to call Peter. He would have to wait until tomorrow morning at the earliest.

She closed her car door with her hip and headed to the apartment. The only thing Olivia wanted to do right now was curl into her bed. She spent the better part of a month living out of a three star hotel. It felt damn good to be home.

She unlocked her front door with a quick flick of her wrist and began to weigh the options of bubble bath verses sleep. This is probably the reason why she didn't see the shadowed figure in her kitchen. Olivia dropped her overnight bag in the center of the room and stretched her arms above her head, enjoying the sensation as the tight muscles were finally given a chance to stretch out.

"Bubble bath it is" she muttered to herself as peeled off her winter jacket and let it fall onto her couch.

Olivia turned around to grab towels from her linen closet and walked directly into the previously unseen figure. Startled, she let out a yelp before automatically grabbing at her waist for the Glock that wasn't there. Her sidearm was in a lockbox under her bed. She was debating between making a run for her weapon or taking down the intruder then and there when hands gently grasped her shoulders and a familiar voice asked "Olivia"?

"Peter? Jesus! Peter? You scared the living hell out of me" She took a deep breath and finally looked at him. He was pale and there were dark circles under his eyes. His hair was disheveled and she could detect a faint odor of whiskey on his breath. They had been through a lot together over the years but she could not remember seeing him this worn down.

Her emotions changed gears from startled to concern to fearful in a matter of seconds. Something was wrong. Someone had died. Oh dear God, Walter. It had to be Walter. She had foolishly gone and left her people unprotected and now they had paid the ultimate price.

"Did something happen? Is Walter okay?"

"No. 'Livia no. Walter is fine" and before she knew it she was crushed against his chest. One large hand held her face against his chest while the other wrapped around her waist to pull her close. Confused, Olivia remained still for a moment, feeling the rise and fall of his chest. Belatedly she realized that she'd never been this physically close to him before. The few kisses they shared were soft and gentle. Peter had been restrained and she had been a little cagey, fearful of crossing the line and forever altering their relationship. Olivia stayed in his arms for a minute until her mind finally caught up with her. She pushed at his chest for a couple of seconds before Peter finally released her.

She stepped away and looked up at him, trying to decipher the emotions running across his face. Okay, Walter was alive, Peter was alive, but something was still very wrong,

"Are you going to tell me what's going on then?"

He regarded her for another minute before finally telling her "You'd better grab your coat"

* * *

Her apartment was only a ten-minute drive to Harvard but she made it there in seven. He spent the most of the time on his phone, reassuring the speaker on the other line that _yes he found her_ and _yes they would be there momentary_. Peter didn't hang up until they pulled into the parking lot. She hopped out of the car and followed Peter down the familiar steps to Walter's lab.

"So you going to tell me what's going on?"

"You were gone. We couldn't get a hold of you. We couldn't find your car"

Olivia blew her bangs out of her eyes as she hurried to match his long strides.

"Yes, I told Broyles I was taking off for the weekend and I forgot my cell phone. I wasn't due back until Monday. I didn't think it'd be a problem"

Peter stopped so abruptly that she almost walked into his back. He gently put two fingers under her chin to angle her head up to meet his.

"_You _were gone Olivia. And we didn't know - _I _didn't know if I would see you again"

Their sudden closeness made her uncomfortable. She had only left town for a couple of days after all and had no idea why this had upset everyone. The lab door swung open and Astrid popped out breathing a sigh of relief when she spotted Olivia and Peter.

"You're here! Thank God. I spoke to Broyles and he should be here any moment"

"That's nice." said Olivia "Anybody mind telling me what's going on?"

Astrid's eyes darted up to meet Peter. "You didn't tell her yet?"

"I didn't have the chance to. She just got home"

Olivia push down a flash of annoyance. This was getting ridiculous. She quickly stepped around Peter and made her way into the lab. Walter was there, as always, reviewing a clipboard. She was about to ask Walter for an explanation – how bad is it when she has to rely on intel from a crazy person? – when she finally noticed the body on the slab.

"Oh" she said as it all came together for her.

For not ten feet away from her was the lifeless body of Olivia Dunham. Only this Olivia Dunham had brown hair.

* * *

**Congratulations – you've made it this far! I have the next two chapters outlined so please let me know if this is worth continuing.**


	2. Chapter 2

_Disclaimer: All publicly recognizable characters, settings, etc. are the property of their respective owners. The author is in no way associated with the owners, creators, or producers of any media franchise. No copyright infringement is intended._

_This story contains scenes of violence and adult language. _

_

* * *

_

**Author's note: Thank you to everyone who took their time to review the previous chapter. It was truly overwhelming to receive such positive feedback. I hope this lives up to your expectations.**

* * *

Chapter 2

Olivia Dunham marveled at how quickly a situation can change from bad to worst. An hour ago her foremost concern was repairing the friendship with her partner Peter Bishop. Now she was standing in the middle of Walter's lab, staring at the earthly remains of her alternate world counterpart. A slight shutter ran through her body as she processed the information. Olivia was vaguely aware that Astrid and Peter had walked up to stand beside her. She looked to Peter, wordlessly asking for an explanation.

"The found her in New York three days ago. The NYPD identified her yesterday morning and we were brought in immediately. We couldn't tell if it was you or" he trailed off, gesturing vaguely, at a loss for words. Olivia wondered if was imprudent to tease him about it. Then she wondered if her thoughts were an indication of shock. Fortunately Astrid quickly brought them out of their reverie.

"We didn't think it was you. I mean – you're hair is blonde and she had a tattoo. The problem was no one could find you and we didn't know why she would cross back over"

Olivia's hand flew up to the back of her neck. Her colleagues turned to stare at her in surprise as Astrid neglected to mention the location of the tattoo. Sighing, she pulled her hair back from her neck to reveal her matching emblem. Someone took a shape intake of breath as she let her hair fall back into place

"My souvenir from the other side. _She _had one and I had to match her…"

"Yes of course" Walter chipped in "you had to believably replace Altlivia so no one would question your authenticity. Walternate would ensure you possessed all visible characteristics in order to maintain the ruse"

Olivia winced slightly upon hearing her double's nickname. She had no love for the woman, that was certain, but as she stared at her lifeless body Olivia struggled to remember the reason behind her animosity.

"That is all fascinating but it doesn't explain what she was doing here" Peter bit out roughly.

"I still haven't been able to determine her motives as of yet. But I have the test results back and concluded that her hCG levels were elevated at the time of death."

Olivia felt Peter stiffen beside her. She raised an eyebrow to Walter.

"It seems Altlivia was pregnant"

Olivia felt herself go white and was pretty sure Peter hadn't breathed since his father's revelation. Walter noticed their distress and quickly added, "The hCG levels were still relatively low. She could have only been five or six weeks along at the very most. The impregnation had to have occurred after she returned back to her home universe"

Despite his intent, Olivia could find no comfort in Walter's words.

* * *

Broyles entered the lab a few minutes later. His dark eyes scanned the lab and quickly fell upon Olivia. She had shucked her winter jacket and was leaning against a table, staring at Altlivia. Peter had placed himself at her side, so close that his body heat radiated towards her. She wasn't sure if he was trying to offer wordless comfort or simply wanted to join her in a vigil for the dead. Possibly a little of both. Eventually she dragged her eyes away from the deceased and focused her attention on Broyles.

"Sir" she said by way of greeting.

"Dunham, are you okay?"

She laughed mirthlessly. "Better than some, I suppose"

"Regardless I'm glad to see that you're unharmed" he sighed quietly "I don't wish to ask this of you but I have no choice. Will you submit to a blood test?"

Peter pushed himself away from his perch, anger flashing across his face. "A blood test? Are you serious? You suspect she's a _shape-shifter_?"

"Bishop I don't know _what_ to think. All I know is we have an enemy operative in our presence and I pray that the right agent is standing before me"

Olivia stepped between the men as she rolled up her sleeve.

"No Peter, it's alright. Better to be safe than sorry, right?" she smiled weakly at him.

Peter shifted his glare from Broyles to Olivia. He softened slightly and nodded his head in acceptance.

"Fine, let's get this mockery out of the way. But Walter" he warned, "I'll be the one using the needle"

* * *

Olivia was nursing her second cup of coffee when the Bishops walked back into the lab to share the results of her blood work.

"To absolutely no one surprise" Peter announced, "the results proved that you are standing before a fully authenticated human being. Her blood contains no trace of mercury. She is 100% our Olivia"

"Good work Bishop," he said, ignoring Peter's sarcasm. He turned to address the rest of the team "It's late. I'm afraid there is little else we can do at this point. Go home, get some sleep, we'll meet back here at 9AM"

Olivia turned around to retrieve her jacket, thankful for the chance to leave. It was more than slightly unnerving to be around a body that was her genetic match. She knew it would haunt her dreams for more than one night to come.

"Dunham hold up for a moment" Broyles placed a hand on her arm to still her movements. "I'm assigning you a protective detail but nothing can be finalized until morning. In the meantime I've arranged to have a marked cruiser sit outside your apartment for your protection"

"Sir, this is unnecessary.." but stopped when Broyles held up a hand.

"I do not take this matter lightly Agent Dunham. The last time you dealt with these people they held you against your will for two months. I do not intend on giving them another chance to repeat it. You may place a lower value on your safety but I certainly do not"

Olivia dropped her eyes down to the floor and nodded her consent. Satisfied, Broyles bid farewell to the others and swept out of the room. She sighed again and went searching for her purse, praying for the night to be over with. If there was a God then He must enjoy screwing with Olivia as that was the exact moment Peter walked up to her.

" 'Livia, hold on a second. Can I catch a ride with you back to your apartment? My car is still parked there"

"Um, sure. I guess it's all right. Hey, you never told me what you were doing there in the first place"

"I was digging around, trying to find a clue as to where you ran off"

"I _didn't _run off. I was out of town visiting a friend" a slight pause and then, accusingly "You were _digging around my stuff_?"

"I… well.. wait a second here. Need I remind you that you were _missing_?"

"Really? You thought you would find me in the bottom of my laundry hamper?"

"Give me a break Dunham. Everyone here was looking for you. It's not like I was there on a panty raid"

She didn't want to dignify _that_ particular comment with a response so she shot him an icy glare instead. Olivia became aware that their bickering had gained an audience. Both Walter and Astrid had followed the exchange with rapt attention. Their focus shifted between Peter and Olivia like they were spectators at a tennis match. To drive the point home Walter took a long drink from his milkshake, the slurping sound filling the lab.

Blushing slightly, Olivia gave Astrid a pointed look.

"Oh hey Walter" said Astrid "why don't I take you home?"

"But Astral I want to know what Peter had planed to do with Agent Dunham's under garments" he protested.

Astrid just grimaced and gently shoved the older man out of the lab. The door swung close with a deafening silence. They were finally alone.

"Listen. I'm sorry about that." Peter apologized "We've been running almost non-stop for thirty-six hours and I'm still a little on edge"

Olivia glanced over to the storage unit where Altlivia was currently resting and felt her stomach tighten. Despite the broken state of their relationship Peter had obviously been through hell with worry. She knew exactly what that felt like and felt guilty for snapping at him.

"Let's just forget about it. So I guess you still need that lift huh?"

* * *

The drive home was mostly silent, but not an awkward silence. Olivia realized that it was first time they were really comfortable together since returning from the other side. It was a small thing, but it gave her hope.

"Thanks for the ride. I'll be out of your hair as soon we get there I promise"

She shot him a quick grin and told him not to worry about it. They drove in silence for a couple of blocks when a thought struck her.

"Should you even be driving right now? If you've gone without sleep for two days I don't think you should be on the roads"

"Nah I'm fine" he laughed quietly "I caught a couple hours of sleep before I broke into your apartment. Chasing you around can be exhausting"

The smile slowly faded off her face as Olivia recalled the events that brought them together. By unspoken agreement they were playing it light and easy. It was too late at night – or too early in the morning – to drag all the skeletons out of closet. You didn't have to be a federal investigator to see Peter's relief at her safe return. They had roughly six hours before they were due to report back to Harvard. She thought they both could use a little peace until then.

Olivia pulled into her parking space, shut off the engine but didn't immediately remove the keys from the ignition. Her hands went back to the wheel, not wanting him to leave quite yet. But asking him to stay would invariably lead to a rehashing of tonight's events and she didn't want to end their temporary truce. They would be back in the swing of things soon enough. Her mood darkened at the thought.

"You okay?" he prodded gently

"Could we not talk about it? Just for tonight."

Peter placed a hand over hers and they sat together staring out the dashboard.

"I'm glad you're back," he told her.

"I'm glad to be back," she admitted and finally turned her gaze to meet his.

He leaned slightly towards her and was about to say something when his attention was drawn to a movement over her shoulder. Olivia turned her head and saw a police cruiser pull into a spot near her apartment.

"Looks like the boys in blue are here to keep guard. I better get you inside before they think I've taken you hostage"

Olivia tried to keep the disappointment off her face as she exited the car. She was mildly surprised when Peter began to walk with her towards the apartment.

"Seriously Peter? You plan on escorting me to the front door?"

"It took us a long time to find you, only seems right that I see you home safely" he gave her a look of mock hurt "And they say chivalry is dead"

* * *

True to his word Peter Bishop walked Olivia up to her door and waited for her to get inside. He leaned against the wall, not bothering to hide his amusement while she fiddled with the key to her apartment.

"You better not have broken the lock Bishop," she warned as she struggled to release the deadbolt. The key wouldn't catch despite her efforts and it was becoming embarrassing. She was a federal agent, after all, and couldn't even get past the security to her own home.

He raised a brow. "You doubting my lock picking skill Dunham? Apparently you've been away for far too long."

Olivia snorted then grinned in victory when the deadbolt clicked into place. She turned to offer Peter a snide comeback when two police officers enter the hallway and began striding purposely towards them. She straightened her back and glanced at Peter in confusion. What the hell was going on now? Olivia was about to address the newcomers when the first officer drew a firearm and aimed it directly at them.

She stood there stupidly for a moment, her mind racing to identify the unfamiliar weapon pointed at her instead of reacting to the situation. Fortunately Peter had all pistons firing and without any hesitation he shoved Olivia out of the way. A loud shot echoed through the hallway and a four-inch dart embedded itself in her front door, splintering the wood with a loud crack. It was enough to snap her out of her stupor and she pushed her door open. Olivia ran into her apartment, Peter following close behind. Another shot rang out as she slammed the door close.

"Jesus, who _are_ those guys?" she yelled as twisted the deadbolt into position. "Peter, are you okay?"

She was greeted with silence and turned around to find Peter leaning against her couch, breathing heavily.

" 'Livia" he managed to get out before his eyes rolled up into the back of his head and he collapsed to the floor.

Panicked, Olivia ran to his side and caught sight of a dart buried into his shoulder. She ripped it out and began to frantically search for a pulse, breathing a huge sigh of relief when she found it beating strong and steady beneath her fingertips. It was a sedative; apparently they were to be captured alive. Her eyes glanced back to the door as the knob began to rattle. She knew the lock would only keep them out momentary so she pushed a side chair in front of the entrance, attempting to delay their progress.

Next, Olivia dragged Peter away from the door, hoping to offer him a little more protection. He had sixty pounds on her so she was only able to move him behind the couch. Not ideal, but it was the best she could do for the time being.

Her attackers begun slamming their bodies against her front entrance and she knew she had mere seconds before they broke in. Olivia sprinted into her bedroom and threw herself to the floor, her slender arms seeking out the lockbox that contained her weapon.

She couldn't let them get Peter and drag him back to Walternate. Millions of lives were potentially at stake. Olivia pushed the thought out of her head. No use thinking about it now. She would only have one chance to take these guys out and couldn't distract herself with thoughts of failure.

Olivia freed her Glock half a second before she heard the front door give way. Peering around her bedroom doorway she surveyed the scene in front of her. The first officer pushed the shattered remains of the front door open. He gave the side chair a hard kick, removing the last obstacle in his way, and crept into the room, dart gun in hand. Olivia took aim from her darken corner, exhaled, and pulled the trigger.

He went down hard, blood splattering the wall behind him. Her foyer was illuminated with light from the hallway and she noted that red blood was mixed with silver. Shape-shifters. _Shit._

Olivia took a calming breath and considered her options. She was protected in her current location; she had a clear shot of her front entrance. There was no way the remaining shape-shifter would be able to pass the threshold without making itself an easy target. But Peter was lying helplessly five feet away from the entrance, directly in the shape-shifter's line of fire.

_Shit. Shit. Shit. _

"Olivia" a mocking voice called from outside her door way "C'mon now Olivia. This is no way to treat your guests"

Where were the police? The _real_ police. Surely a neighbor must have heard the racket and called 911. If the Boston PD arrived shortly it may be the diversion she needed to drag Peter to safety.

"We can do this the easy way or we can do this the hard way. It's your choice"

Could Olivia sneak out her bedroom window and come around behind the shape-shifter? Would it realize the apartment was far too quiet and come in looking for her?

"I have orders to bring back Peter Bishop as well," it taunted "But they never specified to bring him back alive"

Her heart turned to ice in her chest. The shape-shifter might have been bluffing but she wouldn't risk it. She _couldn't_ risk it. Not with Peter's life on the line. It was done. She was out of options.

"I'll – I'll come out" she called.

"Play nice Olivia. Kick your pistol out here, nice and easy. Try anything funny and Bishop dies"

Olivia emptied the chamber and tossed her weapon as directed.

"Good girl. Smart girl." It said approvingly "Now, come out here with your hands up"

She lifted her hands to shoulder level and slowly made her way back into the living room. Once the shape-shifted could see she was defenseless it entered her foyer and pointed a gun at her.

"Stay right there," it ordered,

The shape-shifter walked over to stand beside the lifeless body of its partner. It bent down to retrieve the tranquilizer gun from the ground, reloaded it, and then took aim at Olivia.

"Don't worry" it smirked "You'll barely feel a thing"

"You got that right" a new voice called from the hallway and before Olivia had time to react a shot was fired and the shape-shifter went down, landing in a heap on top of it's partner.

She gasped, wide eyed, and turned to view her savior.

"Hey Liv" said Lincoln Lee "Long time, no see"

* * *

**Wow – is anybody still with me? Do you like where this is headed or did you give up half way through? I have completed the outline on all remaining chapters - just need to fine the time to write it down! **

**Next chapter: Olivia will discover just what happened to Altlivia and Lincoln. Peter and Olivia discuss their future.**

**Feedback is love!**


	3. Chapter 3

_Disclaimer: All publicly recognizable characters, settings, etc. are the property of their respective owners. The author is in no way associated with the owners, creators, or producers of any media franchise. No copyright infringement is intended._

_This story contains scenes of violence and adult language. _

__

**Author's note: I cannot get over how many wonderful people took the time to leave a review. I hope you'll be equally pleased with this chapter.**

_**

* * *

**_

Out of all the ways Olivia could have predicted her situation to resolve itself – she had run half a dozen possible scenarios through her head – she could honestly admit she never saw this one coming. Peter was lying unconscious four feet away and she was weaponless, trapped by a shape-shifter, and was quickly running out of options. The last person she would ever expect to come to their defense was Lincoln Lee.

She hadn't seen Lincoln since her captivity on the other side. As far as she knew Lincoln was never privy to the fact that Altlivia switched places to infiltrate this universe. Olivia assumed he was kept in the dark in order to maintain the illusion that she was his true partner. He had treated her warmly and risked his life on several occasions to keep her safe. There was no way he would do so if he suspected she was the enemy.

But that didn't explain what he was doing there now, standing in her doorway like he was waiting for a formal invitation to come on in. At least she _assumed _it was their Lincoln. There was no trace of the scars that once marred his handsome face but a quick calculation revealed enough time has passed to allow for their healing. He was dressed in the attire she knew he favored; dark khakis, a short jacket that would provide little warmth in the current climate, and his usual utility belt slung around his waist. His gave her the same smug smile that she remembered so well. It was also probably safe to assume that the Lincoln Lee of _this _universe wouldn't be so calm after taking down a safe-shifter at point blank range.

"So, it looks like I got here at the right time" he said conversationally as he walked into her foyer. Lincoln knelt down beside the shape-shifters and quickly rummaged through their pockets, looking for God knows what.

She took advantage of his distraction to locate her Glock, which sat mere inches from Peter. Olivia picked her way over the upturned furniture and knelt down beside Peter, placing one hand on his throat under the guise of checking his pulse while her other hand wrapped around her weapon.

Lincoln didn't even look up from his task when he told her "Livy, while I fully appreciate the fact you have little reason to trust me, please believe it when I say we don't have the time for you to start that right now"

She cursed under her breath and stood up, not bothering to conceal the gun in her hand.

"It's not loaded anyway," she admitted.

He turned his head to give her a rakish grin. "I know"

Lincoln finished his search, apparently coming up empty, and stood up. He darted over to her living room window to survey the parking lot.

"Listen Olivia; we don't have a lot of time. These guys aren't alone. They underestimated you this time but they won't make that mistake again. We have to get out of here"

"These shape-shifters were sent by the Secretary, _your boss._" she reminded him.

Lincoln looked back to her, his eyes hardening. "You don't have any reason to trust me, I get that, but I'm not working for the Secretary anymore. Liv, if I was on their side I would have _helped_ drag you out of here"

She bit her lip, wavering on the precipice between believing his words and doubting his intentions. They would be captives right now if not for Lincoln's intervention. It was too big a stretch to assume this was an elaborate ploy to gain her trust. Walternate needed Peter. What would be the point of freeing them after they were already in his grasp? She wanted to believe Lincoln but every time - _every time _- Olivia put her trust into somebody she was inevitably burned.

He must have seen the indecision play out across his face as he dropped the bravado act and spoke so quietly it was almost a whisper.

"Please Liv" He entreated, "I've already failed one Olivia Dunham. I can't lose you, too. Please let me help you"

Olivia swallowed the sudden lump in her throat and made her decision. "Let's do it!"

He grinned, relief playing across his face as he headed towards the door. "My car is just outside. Let's go"

"Wait, what about Peter?"

Lincoln's eyes went wide as he glanced down at the unconscious man. "Peter? As in Peter _Bishop?_"

"Uh, yeah" she confirmed.

Lincoln just shook his head in disbelief as he helped Olivia pull Peter into a standing position. They distributed Peter's weight between themselves and made their way out of the apartment.

"Jesus Livy" Lincoln laughed, "The friends you keep!"

* * *

Lincoln had parked haphazardly behind the police car where they quickly deposited Peter into the backseat. Olivia strapped him in, gently positioned his head against the neck rest, and jumped into the passengers seat. She could make out the distant sound of police sirens when Lincoln reversed out the parking lot and headed onto the main road. It was hard to believe that only a few minutes had gone by since the attack at her apartment. At least two shape-shifters had disguised themselves as police officers; she knew it wasn't safe to trust any member of the Boston PD until she had a better understanding of her current situation. She bit her lip as she tried to strategize her next move. She glanced at Peter in the rearview mirror and wished he wasn't drugged. She could really use his help right now. Lincoln noticed her concern and tried to sooth her.

"You don't need to worry about your friend. I'm familiar with that type of sedative and it's very safe. He won't be out for long, maybe half an hour, and when he wakes up chances are he'll have a mild headache and that's about it"

"Thanks" she said gratefully "What's our plan?"

Lincoln was thoughtful for a minute as he maneuvered the car around the streets of Boston. "Honestly, I don't know who you can trust. The Secretary embedded sleeper agents all over the country. Who know high up the chain of command they go? Right now we should get off the gird, lie low for a day or so, and plan our next move."

"I need to send a message to Broyles and let him know about the attack. Others may be in danger"

He leaned across Olivia to rummage around in the glove compartment and pulled out a cell phone. "You can probably use this"

"Do I even want to know where you got this?" she asked as she keyed in her supervisor's number.

"It came with the car," he said much too innocently, confirming Olivia's suspicion that the vehicle was stolen.

Broyles picked up on the second ring and she quickly described the attack at her apartment, glossing over the details of Lincoln's involvement. Her superior might order Lincoln into protective custody once the truth of his origins came into light. She needed to learn everything she could about the Secretary's plans before she let that happen.

Olivia got a little creative with the truth when she promised to return home after 'Peter and her followed up on a lead'. Once they returned to headquarters she would be under the watchful eye of the security detail that Broyles arranged. It would drastically limit her effectiveness in the field. Now was not the time to be overly cautious. Besides, shape-shifters had already made one strike against them today and there was no proof she would be any safer in custody. Broyles grudgingly agreed to let her stay on point and ended the conversation after he promised to personally see to Walter's safety.

She turned her attention back to Lincoln. He was driving more or less randomly around the streets of Boston, constantly checking his mirrors to ensure they weren't being followed. Olivia knew they had to put some miles behind them before it was safe to stop for the night. They had a long drive in front of them, and she knew just how to pass the time.

"Lincoln, tell me why you are no longer working for the Secretary. What happened on your side? What changed everything?"

"It's a long story," he warned her "but I'll try my best"

Then Lincoln Lee began to speak.

* * *

It began, as suspected, with the Olivia Dunham of his home universe. She had shown up at his apartment ten days ago. It was the middle of the night, she was a little drunk and he could tell she had been crying. Lincoln was so surprised by her sudden appearance that he merely moved out of the way when she staggered into his living room and plopped herself down on his couch. Altlivia looked at him through red-rimmed eyes and stated, "I'm fucked"

"What is it Livy?"

"I'm pregnant," she said flatly.

It was not the answer he had been expecting. He sat down and began to consider the issue. Okay, it would greatly affect her job for the next year or so but that was hardly the end of the world. Something clicked in the back of his brain and he remembered that her sister died in childbirth a few years back. Was she fearful that the same fate awaited her?

"Okay. I can see that you're not thrilled with the news. What does Frank have to say about it?"

Altlivia angrily swiped a tear from her eye. "I haven't told him yet. I just found out today"

"Well, I can guarantee that your job is safe, worse case scenario is we place you on light duty for the next nine months. Hardly ideal but Fringe division always takes care of its people"

She laughed humorlessly at his comment. "That's what I'm afraid of"

"Okay Livy, you have to help me out here. What are you trying to tell me?"

Altlivia took a deep breath and began to recount her story. Lincoln knew that she spent the past five months dividing her time between Science and Fringe division, but he was never told specifically what they needed her for. Apparently their top scientists had developed a serum that would allow soldiers to travel between alternate realities. Furthermore, they believed there was something unique in her genetic code that amplified its properties. Lincoln had already heard rumors of this nature so he wasn't wholeheartedly surprised by her confession. Her next comments, however, caused him great concern.

"The thing is," she continued "Science Division has been experimenting on two separate Olivia Dunhams."

"I don't understand. Livy what are you talking about?"

"Remember when I ran away? When you though I had a psychotic break because I kept insisting that I was not from here?" she took a haggard breath before continuing "The truth is that _was_ the Olivia from the alternate universe, not me. I switched places with her on the Secretary's orders. I went back to their world, pretending to be her, and our scientists brainwashed her into thinking she was me"

Lincoln listened in horror as Altlivia described her time on the other side. She told him how those people were not the monsters the Secretary made them out to be. He was fascinated to learn about the differences between worlds. He was silent when she confessed the sins committed to further the Secretary's plan. Murder, seduction, betrayal, all acted out before she fully comprehended her true role in that world.

Then Altlivia grew to know the infamous Peter Bishop. This man believed her dying world could be saved without war, that neither side need maintain an "us or them" mentality. Altlivia began to doubt the Secretary's plan. Eventually she came back home to learn that her friend and mentor had lost his life trying to stop that same war. The Secretary named him a traitor. The doubt began to grow.

Frank came back one week after she returned home. He picked her up, spun her around and joyful told her he had been reassigned to the New York office for the next twelve months. He would be working out of the same city without fear of being shipped off to unknown locations for months on end. It was the first time they would be together for an extended period of time since, well, ever. The next day the Secretary asked if she was enjoying the reward for her hard work on the other side.

"What reward would that be, sir?" she asked, perplexed.

"I understand your boyfriend has been reassigned to New York." He said cryptically before giving her a quick wink and continuing on his way. Altlivia frowned, sensing the trap, but never seeing it.

She knew that Olivia Dunham would be experimented on during her captivity. She never thought the experiments would continue on _her_. She now had to report into Science division two or three times a week where a man named Dr. Nicolas Tesla oversaw her sessions. It was a long process; they drew blood, injected her with the mysterious serum, and then spent a few hours floating around a sensory depravation chamber.

Tesla believed the other Olivia could jump between universes thanks to the serum, and Science division was attempting to duplicate the results. The Secretary intended to use the formula to enhance their top soldiers; Science division just needed to perfect it first. It made sense to use Altlivia as the control test subject. The serum was derived from the other Olivia Dunham so naturally it should work on _this_ Olivia, too. Once Science division completed their work her participation would no longer be required and she could resume her full duties with Fringe division. Not a big deal, right?

Altlivia's doubt turned to worry.

Weeks went by and the tests continued. She was administered dose after dose with little effect. Science division couldn't successfully duplicate the results as they had with the first Olivia. They scratched their heads, tweaked the formula, and failed each and every time. The Secretary would sometimes join the brainstorming sessions to conjunct theory after theory. Apparently the other Olivia had been injected at a much younger age. Could that be the reason behind their repeated failures? How could this be overcome? What is the possible solution?

And then one day Altlivia was informed that Science division had changed their tactics. She was prescribed new drugs but would no longer be required to undergo sensory depravation treatments. Weekly check-ups continued with particular attention given to her health. Was she feeling ill? Was she experiencing dizziness? Any changes in appetite? Altlivia answered each question with growing distrust, unable to perceive the scientists true objective.

Frank had sensed her uneasiness and suggested dining out one night in an attempt to take her mind off the job. She agreed immediately, grateful for the distraction but was unable to snap out of her despondency. She was half-listening to Frank ramble on about an unpopular new office procedure when a small child tottered by their table, clutching a stuffed rabbit. A feeling of dread washed over her as a new suspicion took hold. Feigning a summons from work, Altlivia kissed Frank goodnight and ran into the first pharmacy she saw.

The pregnancy test came back positive, as did the one she took after that. The last piece of the puzzle fell into place and her world came crashing down. Altlivia finally understood what Science division had been working on. The serum – she once heard Dr. Tesla refer it as cortexiphan – was only effective if injected at an early age. It wouldn't work on an adult. Her pregnancy was the solution to that problem.

Altlivia spent the next two hours in a bar, doing her best to drown her troubles in a bottle of twelve-year-old whiskey. Eventually, drunk and frightened, she knew she had to confess everything to one of the few remaining people she still trusted. And that was how she wound up at Lincoln's place. She finished her story and looked up at Lincoln expectedly.

"So you think there may be a way to stop this destruction without resulting to war?" he finally asked.

"Peter Bishop seems to think so. I think so, too" She dropped her head into her hands "I don't know what will happen once they realize I'm pregnant. They are using me to fight a war I don't even believe in. I don't know how to fix this mess. I don't know what to do"

Lincoln pulled her into his arms and gently kissed her on top of her head. "Don't worry Livy" he soothed "I won't let it come to that. We'll figure something out. I'll keep you safe, I promise "

But Lincoln wasn't able to keep his promise. She would be dead just one week later.

* * *

Lincoln trailed off, lost in his thoughts, and Olivia welcomed the interlude. She had been quiet for the duration of the story, affected in ways she never expected. At first she tried to be professional about the matter, tried to view it with a clinical eye and disassociate herself from the whole sordid mess. But as Lincoln provided details on the last few months of Altlivia's life she was drawn in, compelled, and unexplainably distressed. When Lincoln paused in his narrative she used the time to puzzle over her newfound turmoil. What was it about Altlivia that troubled her so? The answer lay under the surface, just out of reach.

"I think Sleeping Beauty is waking up," said Lincoln, jarring Olivia from her reverie.

She turned to look at Peter, who was finally beginning to stir. _Thank God_.

"We should find somewhere to settle down for the night. We passed a stretch of motels a few minutes ago, one of them should be appropriate."

Lincoln nodded in agreement and turned the car around. Olivia watched Peter fight to regain consciousness. He moaned and brought a hand to his head, pressing a fist into his eyes as he struggled to identify his surroundings.

"Olivia?" he called out weakly.

"Hey, it's alright. I'm right here" she soothed.

"What happened? Where are we?"

"We were attacked by shape-shifters. You were hit with a tranquilizer and have been out for a while. A friend is helping us out" she gave Lincoln a quick smile as he pulled into a secluded parking lot half a block away from the motel.

"I'll run over and see about a room," Lincoln announced before jumping out of the car and striding off.

Olivia watched him go for a second before turning her attention back to Peter. He was rubbing his temples, trying to shake off the last of his drug-induced fogginess. Concerned, Olivia moved back to sit beside him. He was pale and looked infinitely more tired than earlier in the evening. She reached out to touch his face, thought better of it, and dropped her hands into her lap.

"You okay?" she asked softy.

"Fantastic. Best I've been in years"

"That bad, huh?"

Blue eyes met green and he gave her a wry smile. "I've been better," he conceded "The important thing is you're safe. Olivia, who was that guy?"

"A friend. His name is Lincoln Lee. It's a long story"

He let his head fall back against the seat and closed his eyes. Peter must have still been a little out of it since he let her explanation go without asking for further details. She fully expected a barrage of questions and wasn't looking forward to his response when he learned about Lincoln's origins. She remained silent as Peter regained his equilibrium. A few minutes passed by before she spotted Lincoln hurrying back to the car. She hopped out and met him halfway.

"Everything go smoothly?" Olivia asked as he tossed her a set of room keys.

"Yup, I've booked us into room 110 for the next three days. The clerk didn't bother asking for identification. We should be safe here for the next little while"

He gestured for her to follow him and headed towards the car. Lincoln opened up the trunk and removed two large rucksacks. He handed one to Olivia and kept the other for himself, fishing out a winter coat and slipping it on.

"I need to ditch the car a few miles away in case they're able to trace it back to us." He peek in at Peter "Do you need any help getting Bishop inside the motel room?"

"I should be fine. He's awake, just a little groggy"

"Good. I'll be back as soon as I can"

Olivia opened up the car door and helped Peter outside, wrapping a supporting arm around his back. They started towards the motel when Lincoln placed a hand on her free shoulder, halting their progress.

"Olivia, be _safe_" he said roughly, the usually levity gone from his eyes. A dark and fervent looked flashed across his face so quickly she almost thought she imagined it, and then the moment was gone. He left without saying another word.

"Come on Peter" she said as she gave him a slight tug towards the motel. "Let's get you home"

* * *

Olivia flipped on the lights to the motel room and took a quick look around. She was pleasantly surprised to see it included a kitchenette with fridge, small stove, and breakfast table. Olivia peeked into the bathroom while Peter sat down on the first of two double beds.

"It's not as bad as I expected" she called out to him while snooping around the medicine cabinet.

"Good, I was worried that I'd catch a stapf infection just by lying here"

She came back into the room and found him lying across the bed. Peter was on top of the covers with one arm thrown over his eyes. He was still a little too pale for her liking. Olivia's brows furrowed slightly as she sat beside him on the edge of the bed.

"Are you going to be okay?"

He moved his arm an inch so he could peek up at her. "Nothing a bottle of tequila and a twenty-three hour nap can't cure"

She smiled slightly. "I can't help you with the former, but why don't you try to catch some sleep? I'll wait up for Lincoln. Oh, don't worry about Walter, Broyles is looking after him for now"

He grunted in response and remained motionless, so she made a move to get off of the bed. Peter captured her small wrist in his hand and pushed himself up on an elbow to gaze at her, rubbing his thumb across her pulse point the whole time.

" 'Livia, I'm glad you're here with me" he said, mirroring their earlier conversation.

"I'm glad you're here, too" she said truthfully. Olivia didn't want to end the contact but knew he desperately needed sleep, so she gently pushed him back onto the mattress.

"Get some sleep Peter. I'm not going anywhere, I promise"

He rolled on his side to watch her for a moment before he finally closed his eyes and drifted off. She gently smoothed down his hair before retreating to the other bed. Olivia was in no danger of falling asleep, so she stretched out to get comfortable while she waited for Lincoln to return.

Time crept by slowly and waiting became monotonous. She let her gaze fall to Peter to watch him sleep. She could tell it was not a restful slumber. His face was drawn and his body coiled, as if preparing to fight off unknown assailants. She wondered what he dreamt of. Did Peter dream of fathers stealing sons? Of worlds being ripped apart? Or was he simply remembering her lifeless twin laid out on a table with cold, dead eyes staring back at him?

Olivia rubbed her face in an attempt to push the thoughts away and waited quietly for morning.

* * *

**Hmm – not my usual ending, but this chapter seemed to stretch out forever and I wanted to wrap it up. Unfortunately that meant I also needed to postpone Peter and Olivia's discussion, so for that I apologize. **

**On a side note: I've made a promise to myself not to read any new Fringe stories until I complete this one - eke! – so I have plenty of motivation to stay on track. **

**Next chapter: Lincoln unveils the Secretary's plan. Peter and Olivia discuss their future.**

**Feedback is love!**


	4. Chapter 4

__

Disclaimer: All publicly recognizable characters, settings, etc. are the property of their respective owners. The author is in no way associated with the owners, creators, or producers of any media franchise. No copyright infringement is intended.

**Author's note: Yeash – I'm sorry about the long delay between updates! I had two consecutive family emergencies that swallowed up all of my free time. This chapter is slightly longer to make up for the holdup. **

* * *

Chapter 4

Olivia Dunham awoke in an unfamiliar hotel room with sunlight streaming down on her face. Muttering a soft complaint, she rolled onto her side and pulled a pillow over her head in an attempt to block out the light. Olivia lay there for a few seconds before her sleep-fogged brain caught up to her and she shot upright, fingers clutching the mattress as she took in her surroundings.

"Well, good morning sunshine!" Lincoln Lee chirped brightly.

Her gaze fell to Lincoln who had set up shop at the small kitchen table. He was wearing headphones and listening to what appeared to be a police scanner. Lincoln yanked the headphones off and gave her a teasing grin.

"I thought you were about to sleep the day away"

Olivia glanced around for Peter. The bed where he slept sat empty and unmade. She could hear the shower running and the bathroom door was slightly ajar, steam pouring out.

"Bishop is in the shower," said Lincoln, confirming her suspicions. "And I've made a fresh pot of coffee."

Olivia pushed herself off the bed and padded towards the coffee pot. She grabbed a clean mug from the cupboard and filled her cup as she turned to address Lincoln.

"Hear anything interesting?" she asked with a tilt of the head towards the police radio.

"They're still pretty keyed up about your impromptu dinner party but other than that it's been pretty quiet" he tapped the radio lovingly "And don't mock this baby. How else do you think I was able to find you?"

"I never thanked you properly for last night. I don't know what we would've done if you hadn't shown up. You have impeccable timing"

He flashed her a grin "I do love to make an entrance"

Olivia smiled behind her mug and was about the respond when she caught sound of the shower shutting off. Thirty seconds later Peter popped his head out of the bathroom door, searching her out.

"Hey, you're up. Just let give me a minute and I'll be right out," he said and closed the door behind him.

"I don't think he trusts me very much" Lincoln said flatly.

_Just wait until he finds out where you're from_ thought Olivia with a grimace.

She took a seat beside Lincoln and sipped her coffee while they waited for Peter to join them. He strolled out of the bathroom a few minutes later dressed in clothes that she didn't recognize. Lincoln's backpack was sitting opened on the unmade bed so she assumed Peter had borrowed a clean change of clothes. Olivia plucked at her own shirt and became uncomfortably aware that she had been wearing the same outfit for over twenty-four hours. Lincoln must have guessed where her thoughts were heading as he gestured towards the second backpack.

"There are clean clothes in there, if you need them. They should fit you since they belonged to.." he trailed of, unable to continue.

She realized the bag belonged to the dead woman locked away in Walter's lab. Altlivia had brought the provisions needlessly, murdered before given an opportunity to use them, and Lincoln wished to bequeath her possessions to Olivia. She kept her face neutral when answering.

"That sounds like a good idea. I'll be out in a moment"

She refused to look at either Peter or Lincoln as she passed by, fearful of seeing their reaction. All three were suffering because of her death. Everyone had a different reason behind their pain but the end result was exactly the same. Altlivia was dead and gone and they were responsible for picking up the pieces.

* * *

The water was almost painfully hot but Olivia relished every moment of it. The steam from the shower fogged up the bathroom making it impossible to see, making it impossible to think. She felt almost hypnotized by the water cascading down her neck and back, memorized by the steam slowly seeping into her muscles and drawing away the tension. She stayed motionless under the spray until the air became too thick to breath and Olivia reluctantly lowered the heat.

Her mind drifted off as she began the process of washing her hair. Before the shower Olivia had rummaged through the bag to locate a change of clothing and had pulled out a dog-eared picture of Frank. He was younger in the photo. His hair was slightly longer but the smile was just as she remembered. Olivia hadn't spent much time with Frank, just one evening really, before he was shipped off to North Texas. He was a good man and obviously loved Altlivia. Olivia wondered if he knew about the baby and she wondered if he would ever learn about their fate. It was only natural that her thoughts drifted to Altlivia.

Something about the dead woman had troubled her all night. Since returning home Olivia had avoided analyzing her late enemy's actions. It was easier to visualize the woman as a two-dimensional villain, alike only in the terms of physical appearance. If Altlivia was nothing more than a mere caricature Olivia could easily maintain her resentment at the world for not noticing the switch.

But Lincoln's story had fleshed Altlivia out, had given her an essence and purpose that had been previously lacking. The woman had originally crossed over to save her world, her friends, the man she loved. Olivia could no longer ignore the similarities. They had both take extreme measures over the course of their job. Could she honestly say that she wouldn't take the same steps if their roles were reversed?

Olivia never slept with Frank. He was across the country by the time Olivia reclaimed her memories. But… if he was home, and if she was in her right mind, would Olivia have slept with him in order to maintain the illusion? Would she knowingly fuck this man after she promised her heart to another? Would Peter have forgiven that transgression? Or would he turn on Olivia as quickly as she turned on him, claiming she should have known better, claming there was a different way?

Olivia was grateful that she would never need to learn the answer.

* * *

The tension was palpable when she returned a short time later. Peter had taken refuge in the opposite end of the room. He was leaning against the wall, arms folded, eyes narrowed. Lincoln remained seated but had repositioned his chair to keep a close eye on Peter. Both men were silently assessing each other. Neither bothered to look up when she reappeared, each unwilling to be the first to drop the other's gaze. _Oh good_, she thought wryly, _glad to know I didn't miss anything._

Olivia silently implored Peter to join them. He waited a beat before pushing off from the wall and taking the seat across from Lincoln. She settled herself between the two, the neutral zone amidst adversaries. Olivia spread her hands on the table in front of her and took a breath, mentally preparing herself from the conflict she knew was coming.

"So, care to enlighten me on just who your friend is? And how he became involved in this debacle?" asked Peter.

"His name is Lincoln Lee. And he's from the other side"

Olivia was expecting Peter to take the news poorly and wasn't disappointed. He pushed himself up from the table, eyes flashing.

"What? Are you kidding me? 'Livia, it's crazy to trust him"

"Peter, please! I know it's difficult to believe but Lincoln is here to help us" she tried, but he was having none of it.

"After all that's happened, after all they've put us through, how could you even begin to presume that?"

"Because he saved us last night. If it weren't for Lincoln we'd be Walternate's prisoners right now" she placed a hand on his arm, pleading with her eyes. _Please Peter. Trust me._

He was silent for a minute, expression unreadable save for the telltale twitch of the jaw. Finally, unhappily, he relented. Peter sat back down, his chair noticeably closer to Olivia.

"Fine, I'll let it go for now, but that doesn't explain what he's doing here"

Lincoln cleared his throat. "I think I can answer that"

Two heads swung to look at him and Lincoln gave them an impetuous smile. "Oh good, I thought you had forgotten that I was sitting here."

It was hard, but she managed not to drop her head into her hands in frustration. Thankfully Peter decided to ignore the sarcasm and refocused on the situation at hand. He addressed Lincoln for the first time.

"Why are you here? Tell me what happened to bring you to our side. What happened to your Olivia?"

Lincoln sobered immediately at the mention of Altlivia. He took a readying breath and continued his story from the previous night.

* * *

When Altlivia realized that she was pregnant she knew it was only a matter of time before Science division discovered that fact as well. She could delay her next appointment for a little while, a couple of days at most, but eventually she needed to report back in. But at that moment she had the advantage and intended to use it.

Lincoln learned that Altlivia hadn't been idle since returning home. She had quietly run her own investigation to discover the Secretary's plans. Even with her not-unlimited resources it was a painstakingly slow process. Her position with Fringe division allowed her a high level of security clearance and it was still impossible to access information pertaining to the Secretary's agenda. Unable to be deterred, she turned her focus onto Science division with considerably better results.

The scientist who oversaw her testing went by the name of Dr. Nicolas Tesla. The security to his office would have been insurmountable for just about anybody, but Altlivia was hardly ordinary, and she managed to copy all personal files from his office without detection. The night after her confession found the duo poring over Tesla's files, searching for anything that could be of assistance. It wasn't hard to uncover.

"It turns out the Secretary has been sending agents to the other side for years. He calls it the First Wave. Better yet, the soldiers aren't even human," Lincoln told Altlivia in disgust.

She just nodded her head, distracted by the file in front of her.

"Uh-huh. The Bishops called them shape-shifters. The Secretary sends them because they're able to survive the transfer between worlds."

"But you survived," he reminded her, "You crossed over twice without consequence"

"It wasn't quite that easy. We crossed over through a soft spot the first time and William Bell died in that process. Then after I returned back home I was put in a medically induced coma for three days."

Something in the research caught her eye at that moment. She enlarged the font so Lincoln could read it from his spot beside her.

"It seems that Dr. Tesla is preparing for his own trip to the alternate universe. He is staring preparation on a new assignment. The Secretary refers to it as the Second Wave."

"That doesn't sounds good" Lincoln commentated as he took the file from Altlivia.

He scanned the pages. Unfortunately it wasn't overly informative, the file only listed preparation details for the upcoming journey. Dr. Tesla would be leaving for an indeterminate amount of time. He would bring along a team of scientists and several tons of equipment but they could find no specific information detailing Tesla's actual mission. Lincoln frowned, unhappy with the lack of information and unwilling to commit to a plan of action without learning more first.

"I still think we should involve Charlie. We're a team, I don't like leaving him in the dark about this"

She shook her head in response, her long hair swishing with the movement. "It's not safe for Charlie. He can't be in the field for long without stopping to treat his bugs. I won't put him at risk, too"

"The last thing we need is Charlie spilling his bugs all over the Secretary," agreed Lincoln. "Oh, wait, they're not bugs…"

"…They're arachnids!" they finished together, Altlivia laughing softly.

He regarded her for a moment. Here they were, plotting against all odds to stop a controversial government action – a move that will surely label them traitors once discovered – and he was perfectly content that it was the right thing to do. Lincoln believed they were doing for it for the greater good. He would give up his life willingly if it guaranteed their success but he wouldn't dare take that risk with her.

"Livy, we haven't discussed an exit strategy. You'll be in danger once the Secretary realizes you're no longer compliant. We need a plan to get you out of the country, maybe through Canada?"

"I have a plan to get to safety," she told him, eyes flashing, "I'm taking Dr. Tesla's place. I'm going back to the other-side."

* * *

"Now I know you're lying"

Olivia jerked back in surprise at Peter's words. He had listened to the story in silence, expression carefully blank, eyes betraying nothing. But when Lincoln began to speak of Altlivia's intended defection a slow, lazy grin spread across his face. Olivia had a knack for sensing danger and it was practically radiating from Peter. This was not the considerate partner whom she had grown close to over the past three years. This was not the patient son who made late night trips to the market in order to satisfy his father's latest craving. No, this was the man she met one sunny afternoon in Iraq: the unscrupulous conman. Dangerous. Ruthless.

"Just what makes you say that?" Lincoln asked warily.

"Because Olivia knew that I would kill her if I ever saw her again."

His tone, stance, everything about Peter was chilling Olivia to the bone. It was common knowledge that Altlivia started a sexual relationship with Peter in order to cement her stolen identity, but Olivia belatedly realized she never learned anything about their eventual fallout. She had been too wrapped up in her own grief to even think to ask, never looked outside of her own pain to see Peter's anguish mirrored back at her. Altlivia's actions had cut Peter as deep and viciously as it had herself. Peter despised Altlivia, it was apparent to her now, and here he was sitting three feet away from her admitted ally. Olivia bit her lip, not daring herself to breath, and watched events fold out in front of her.

"Listen, I won't pretend that your…_ history_ with my Olivia doesn't exist. I know she used you, and I know it ended badly, but you have understand that she was just as manipulated as you were"

"Manipulated" Peter asked mildly, amusement coloring his voice "is that what she called it?"

"Yes, damnit! The secretary – your_ father_ – convinced her that you people were intent on destroying my world. Do you need proof? You were there! You saw what it's like back home. The day Walter Bishop kidnapped you was the day my world began to die. She thought she was saving her world. There were many, many things that she regretted during her time here. I don't expect you to forgive her for any of it. But… don't you think she has already paid the consequences?

"I'll understand if you can't trust me. Hand me over to the authorities if you think it's best. I'm a dead man either way, but I have to try to stop the war before that happens. Olivia, _my _Olivia believed you could save both worlds. I have to believe that, too. I need to make sure we did the right thing coming here. I have to believe that she didn't die in vain."

Lincoln stopped there, voice breaking slightly, and dropped his head in his hands. Olivia's pained eyes sought out Peters. The cold, mocking smile was gone from his face, replaced with something indecipherable. Peter finally sighed, just loud enough for her to hear, and placed a hand over hers.

"Olivia told me you saved us last night, and for that I thank you." He paused and gave her hand a small squeeze "Olivia is willing to trust you, so for now that has to be enough"

Lincoln raised his head and blew out a breath, raking a hand through his hair in an attempt to regain normalcy. He didn't like to show weakness anymore than she did. The familiar grin returned, albeit a little shaken, and he moved the conversation towards less contentious grounds.

"You're both probably starving, and I can't remember the last time I ate. We should take a break and regroup afterwards. Why don't I run out and pick up lunch?"

Both Peter and Olivia nodded their heads in accordance. Lincoln had recovered from his discomfort - or was convincingly faking it - as he tossed Olivia a coy wink, threw on his coat, and slipped out. They both watched him leave, a slight frown marring Peter's face.

"Well, he's certainly… zealous"

Olivia felt her lip twitch. "You have no idea"

She turned her attention back to Peter belatedly realizing his hand remained locked onto hers. Olivia felt herself flush as a wave of warmth pass through her. Peter must have noticed her reaction and, against all odds, misinterpreted it. He pulled his hand away and hers almost followed, aching at the loss of contact.

"Do you trust him?"

"Lincoln? I know he can come across as extemporal but it's actually quite the opposite. We worked closely together for two months. He saved my life over there. Lincon is intelligent, more than capable, a good partner to have at your side. I'm glad he found me"

His frown deepened but before Olivia could ponder the reason behind it Peter left the table and returned to his bed to retrieve his winter jacket. He pulled his cell phone out of a pocket and addressed her without making eye contact.

"I better give Walter a call to let him know I'm fine"

"Are you sure about that?" Olivia asked, "They'll be able to track our location"

"If we're being honest to ourselves it's worth noting that Walter can track us down without resorting to tracing a cell phone. At least this way I can stop it before he decides to throw all of Massive Dynamic's resources behind the search."

"Point taken," she said, a wry smile coloring her features.

Olivia wondered into the bathroom, ostensibly to smooth down her damp locks while she gazed at Peter's reflection in the mirror. He was wholly focused on his conversation so Olivia took the opportunity to study him. He looked good. More rested than she had seen him since this whole mess began. Something that Walter said on the phone made him smile and that action alone almost took her breath away. She tried to remember the last time he seemed so content in her presences. Was it before his impromptu trip to the other side? Definitely before he learnt about his true origins. Maybe not since he first tried to kiss her in that empty computer lab, a lifetime ago.

Peter caught her eye in the mirror and gave her a smile that made her stomach flutter. _Stop it_, she silently berated herself, _you're a grown woman for Christ's sake_. She did a mental headshake and moved back to her seat at the kitchen table.

"Yes, Agent Dunham is here too. No, it's not like that. No, I most certainly will _not_ take that under advisement." He rolled his eyes at her and Olivia bit back a laugh, imagining just what kind of suggestion Walter had imparted.

"Uh, look Walter I have to go now. Agent Dunham and I are checking up on a lead but we'll contact Broyles shortly. Okay. Good-bye Walter. I'm hanging up now" and with that he powered down the phone.

"We're following up on a lead?" she asked with a raised brow.

"I needed to derail Walter's train of though as quickly as possible. Trust me, it was for the greater good" Peter leaned back against the headboard and closed his eyes, a small smile playing along his lips.

"Did Broyles need to speak to me?"

"Yes, I got the distinct impression he was about to request our presence at the Federal Building. I was able to hold off for the time being"

She looked down at her hands, thinking. Olivia was by no means a patient woman and the rift between them had existed for far too long. Now was as good a time as any.

"Peter" she started softy "I think we need to talk about what happened when I was away"

His eyes shot open at her words and the smile vanished instantly. He looked at her carefully, expression betraying nothing. Olivia took a deep breath and continued. "I think I owe you an apology"

Whatever he had been expecting her to say, this obviously wasn't it. His brows knitted together in confusion but he made no move to interrupt her. Olivia continued with downcast eyes.

"I treated you far too harshly. I... understand how confusing it can be. The same thing happened with Charlie" her eyes teared up at the memory of her late partner "He was dead for months, for _months_ and I never figured it out. I didn't know he was a shape-shifter until the moment he tried to kill me

"It's unfair of me to hold you up to higher standards than I place on myself. I was just so angry at the world. I was gone for so long and nobody even noticed that I was missing. Nobody cared that…"

" 'Livia, stop!"

At some point Peter had left the bed and crouched down next to her. He placed his hand on her shoulder and Olivia tired to shrug it off, afraid she would be unable to continue if she met his eyes, but Peter was having none of it. He placed a hand under her chin, gently forcing her to meet his gaze.

"I was sick when I realized what happened. I couldn't believe I had left you there, none of us could. I would have done anything to get you back"

She froze at his statement. Fearful. Hopeful. He ran a thumb across her cheek and it took almost all her willpower not to lean into his caress.

"I was going back for you. Even if it meant forcing Walter to rebuild his machine, even if it tore their world apart"

"Walternate may have been planning on you returning" she warned softly "It may have been a trap"

"I didn't care. It didn't matter. I needed you back Olivia. You _belong_ with me"

That was the tipping point. There was no way she was walking away after that. As if she ever had that choice to begin with. He was a little blurry then, obscured by the tears pricking her eyes.

"I thought you liked her better" she confessed, embarrassed.

Peter looked incredulous. He opened his mouth to respond when the front door clicked open, catching them unawares. Lincoln strolled in, takeout bag in hand, and stopped short as he took in the scene. Olivia pulled away from Peter, embarrassed to be caught at such a vulnerable moment.

"Am I interrupting something?" Lincoln asked a little too casually.

"No" Olivia replied hastily. She stood up and made a show of brushing non-existent dirt off her jeans. She needed to get out from under their searching eyes. She could handle each man individually but wasn't willing to take on both at this moment. Even she deserved a brief respite every once in a while. So without explanation Olivia passed by Peter and sought refuge in the small bathroom, leaning against the closed door. So much had happened in such a small amount of time. She needed to process everything. She needed to breath.

"He was coming back for me" Olivia whispered to the empty room. "Oh Jesus Christ, he was _coming back_"

She wasn't sure if the prayer was meant for her or Peter. She wasn't even sure that it mattered.

* * *

When Olivia emerged a few minutes later both men were studiously setting the table for lunch, working in tandem without exchanging a word. She quickly took her place between the two, sitting down gracefully as she took in the buffet in front of her. Lincoln had brought back a selection of pre-made sandwiches, salads, and a few cans of soft drinks. She selected a small Cesar salad, sneaking a peek at Peter while she poured on her dressing. He was either doing his best to that pretend nothing had happened or was way too emotionally invested in his roast beef sandwich.

Lincoln was right about one thing; he really did have impeccable timing. Olivia didn't know when she would have Peter alone again and it was hardly dinner conversation material. She pushed a lock of hair behind her ear in frustration, wishing for the privacy to allow them to finish their talk. Lincoln brought her out of her reverie.

"So Livy, lunch may be on me but don't forget that I still owe you dinner"

She looked at him in confusion, not sure what he was referring too. Lincoln just laughed at the expression on her face.

"Remember the Matthew Rose case? They would still be picking up my remains if you hadn't tipped us off to the bomb. I promised you dinner and I would have kept that promise if you hadn't, you know, skipped the universe and all."

"Oh, right, I remember now" Olivia smiled at the memory. It struck her that Lincoln was literally without a friend in the universe. She had been there herself not too long ago. Olivia remembered the feeling of abandonment when she realized Walter and Peter went home without her. Lincoln didn't have the option of going home but that didn't mean that he had to feel deserted.

"I'll tell you what; since you went out of your way to repay the favor_ I'll _treat you to a night out once we finish this case. Drinks included"

"You drink?" he asked in astonishment, eyes wide "The Olivia Dunham from this universe drinks _alcohol_?"

She laughed - Olivia always found his humor infectious – and nodded.

"It's a date" said Lincoln as he lifted his styrofoam cup in her direction. She tapped his cup with her can of Ginger Ale and returned his smile. Peter cleared his throat beside her, clearly unimpressed with their banter.

"I hate to interrupt your girls-night-out planning session but do you think we should return our attention to the present for the time being?" Peter asked dryly.

"That's probably for the best" Lincoln responded, keeping his eyes on Olivia the entire time. The room almost vibrated with an uneasy tension again. She frowned and stabbed at a piece of lettuce, trying to think of their next move and not about the man beside her.

"We should probably head back to the Federal Building. We don't know what Tesla is after and I doubt we'll figure it out sequestered at a Motel 6"

"But we know what he's after" Lincoln retorted, "Tesla is after that elusive Dunham DNA. Something he's not going to get his hand on while you remain in hiding"

Both Olivia and Peter's head whipped up at that comment.

"What was that?" Peter asked quietly.

Lincoln noticed their demeanor and frowned. "I said he was after Olivia"

"No, you said Dunham DNA," she clarified, dread creeping in "as in any Dunham"

"Well… not just _anybody_ named Dunham. And your mother is a little too old for their particular needs"

"My sister!" gasped Olivia, hand covering her mouth.

"That doesn't make any sense Livy. Your sister is died in childbirth"

"_Her_ sister is dead. _My_ sister is alive." She grabbed Peter's arm, reeling "Oh my God, they're going after my family!"

* * *

**Endnote: Once again I apologize for the delay between updates and I'm worried that you've given up on this story. Please let me know if you're still with me and you would like me to continue. **

**Feedback is love!**


	5. Chapter 5

_Disclaimer: All publicly recognizable characters, settings, etc. are the property of their respective owners. The author is in no way associated with the owners, creators, or producers of any media franchise. No copyright infringement is intended._

_This story contains scenes of violence and adult situations._

_

* * *

_

**Author's note: Much love to everyone who took the time to leave a review. I'm glad to know that you're still interested in my story. I hope you enjoy this chapter. **

****

**

* * *

**

Chapter 5

"Peter!" exclaimed Olivia as her fingers dug into his forearm "Walternate is going after my family! Rachel is in danger!"

" 'Livia you're getting ahead of yourself. Think about it for a moment," Peter soothed as he rubbed a calming hand over hers "We don't even know if that is part of his plan. For all we know your sister is safe at home right now"

She bit back the bile rising up in her throat and tried to think it through. Peter had a point; the Secretary may not have factored Rachel into his plan. Olivia could be panicking over nothing and wouldn't be helpful to anyone if she became hysterical, least of all her sister. She pushed down her fear and moved to Peter's bed to retrieve his cell phone.

"Who are you calling?" Lincoln asked warily.

"Broyles" she answered as she keyed in his number "I have to make sure my sister is safe. He can move her family to a safe house until this is all over"

Broyles picked up on the first ring as if anticipating her phone call.

"Dunham, where are you? Are _you _okay?" Broyles asked, warmth and authority rolled into one.

"I'm fine. We're about an hour outside of Boston" she paused for a moment, and then "Sir, I fear that Walternate's people might target my family in Illinois. They may go after my sister once they realize I have gone into hiding"

"I already thought of that. I asked the Chicago office to retrieve your family earlier this morning."

Olivia took a deep breath, possibly the first one since Lincoln's unwitting disclosure, and felt her panic start to subside. She smiled and closed her eyes in relief. _Thank God for Broyles_, she thought, _that man foresees everything. _

But his following words turned her heart to ice. "Olivia, I didn't want to tell you this over the phone but Walternate's people have already located your family"

His voice was soft and moderate; a tactic used to keep a person calm and coherent in a time of stress. Olivia had applied same technique countless times when speaking to victims or their families. _Family of victims. Oh God. _

"Dunham, are you there?" asked Broyles, jarring her out of her reverie.

"I'm still here."

"We were able to locate both your sister and brother-in-law at their workplace…."

_No! Please don't let them find Ella! She's only seven years old. She's just a baby. _

"… police were already on scene by the time we reached the school…"

_Just a baby. Just a baby. Just a baby. Just a baby._

"… your niece was taken before we arrived…"

_justababyjustababyjustababy_

"… doing everything we can to locate her…"

Olivia took a haggard breath and tired to concentrate on the increasingly difficult task of listening to Broyles chronicle Ella's abduction.

"… using all available resources to find her…"

Then suddenly Olivia couldn't take it anymore. "I understand, sir. I have to go now. I'll be in touch"

"Dunham! Wait!" Broyles called out but it was too late.

Olivia ripped out the battery to prevent Broyles from calling back and, unsatisfied with that simple action, threw Peter's phone against the wall where it shattered into several large pieces. Her head drop into her hands as she slowly sank onto the bed and tried to restrain the tears threatening to fall. She had to keep it together for Ella. She had to remain in control.

" I'm so sorry Livy" she heard Lincoln explain from a thousand miles away "I had no idea your sister was alive. I couldn't imagine it would come to this"

Olivia couldn't answer him if she wanted to; it was taking every ounce of control to hold back her sobs. Suddenly she was engulfed in an embrace, arms pinning her tight against a muscular chest. Olivia was able to make out the blue of Peter's sweater before she wrapped her arms around him, fingernails digging into flesh. It probably stung like hell but he gave no indication of it.

"Peter," she gasped, voice breaking "Peter, they have Ella!"

"I know, sweetheart, I know" he soothed.

Olivia felt a sob escape and knew she was at her breaking point. She burst into tears while Peter held her against him, whispering words of comfort to her while she clutched onto him like a lifeline. In all her adult life she had never felt so helpless. She buried her head into his shoulder and let the tears fall, not caring for one minute how vulnerable she had become, and Peter held her all the while. It was the only comfort he could give her but she was more than willing to accept it. They stayed like that for a while: Peter holding her close and Olivia finally letting him.

* * *

It had started snowing sometime in the early afternoon. So far it was nothing more than a light dusting but the weatherman had predicted another six or seven inches to fall by evening. Meanwhile, stuck inside their motel room, Olivia began to plot. She couldn't continue to sit here helplessly while Tesla did God knows what to her niece, she had to get outside and _do _something. Peter and Lincoln had so far been quiet on the subject, most likely waiting for her to regain her equilibrium. Still, she suspected they were going to pose a problem.

"The weather is only going to get worse," Olivia said finally, breaking the silence, "if we're going to leave we should probably start making plans now"

"Just where to you expect to go?" Lincoln asked

"Well, I suspect that the Secretary has operatives in the federal agency; it's the only explanation as to how they were able to trace my family so quickly. Peter and I made a couple calls to the Federal building. It's safe to assume that they're capable to tracing those calls. They may already have our location"

"Okay, I'll give you that." Lincoln continued "But what are you suggesting we do? We can't go after Tesla right now."

"And you can't expect me to sit idly by while he conducts experiments on my seven year old niece" Olivia snapped as she stood up to face him.

"No I don't. But I can't have you running off on some half-assed rescue mission. What good are you to Ella if you're captured and tied up beside to her"

"Half-assed rescue?" I won't run into anything blindly. And I'm of little use to _anyone _locked away in up in a two star motel room"

"Livy, I _know_ you. It's impossible to dissuade you once you get an idea in your head. I'm not telling you to ignore your niece; I'm saying we need to do this the smart way. Tesla will use her as bait to get to you – you _know_ that. If we react without thinking I may as well wrap you in a bow and deliver you to Tesla myself. We have to come up with a plan that will save your niece _and_ keep you physically away from Tesla's men"

Olivia fumed silently, eyes downcast. She pretty much expected them to put up roadblocks the second she mentioned saving Ella but never predicted they would try to keep her out of the rescue itself. The last thing she needed was Peter and Lincoln assuming the role of her knight in shining armor, and besides, Olivia Dunham was no damsel in distress. She was going to save Ella with or without their consent. Every second spent arguing with Lincoln was a second she wasn't helping her niece.

"Fine" she relented as she grabbed her purse and winter coat.

"Where are you going?" asked Peter.

"I have to get out of here. I'm going for a walk" she told him without meeting his eyes.

Peter and Lincoln looked at each other and Olivia knew she was about to receive a chaperon. Sighing, she decided to cut them off at the pass.

"There is a drug store down the street, if you must know, and I need to pick up a few things"

"I can use a new toothbrush myself. Why don't I walk with you?" offered Peter. _Shit_

"Uh.. no, it's okay. I'd prefer some privacy" Olivia said and did her best to look uncomfortable.

"Privacy? So you can go strolling out the back door unescorted?" accused Lincoln.

"That's not it at all. You're a man so it's hard for you to grasp that sometimes a woman can't go running off for a few days without preparation. Do I need to spell it out for you?"

Lincoln turned red as understanding stuck him. Olivia bit back a smile and headed to the front door, only to be followed by Peter and Lincoln. She turned to give Peter a questioning look.

"Lincoln is right; we need to stay together. You can have your privacy _in_ the store, I'll wait outside for you"

"And _I'll_ hang out back. Just to keep an eye out for stray shape-shifters, of course" Lincoln added innocently.

"Of _course_" replied Olivia sarcastically, not even attempting to keep the frustration out of her voice.

She stormed out of the motel room but Peter caught up with her in less than a minute, a glance behind revealed Lincoln trailing fifteen feet in the rear. They trudged silently through the snow for half a block before she glared up at Peter.

"What is it?"

"Of all the opportunities you had to side with Lincoln, did it really have to be _now_?"

He laughed at that, genuinely amused, and Olivia rolled her eyes. She knew Peter was just being overprotective, afraid she would be taken the second he let down his guard, but his fear had stopped Peter from grasping the larger picture. Realistically Olivia was only a minor pawn in Walternate's scheme -slightly more valuable than a lab rat - while Peter remained the real prize. The simple fact was the world wouldn't end if Olivia Dunham died. She couldn't say the same about the man beside her. Olivia simply couldn't allow Peter to put himself at risk. There was too much at stake. Her worry must have been apparent as Peter stopped her from entering the pharmacy.

"Hey, I know you're worried about Ella. I am, too. But I'll do everything in my power to bring her back to you" he promised.

"I know you will" she told him truthfully. _That's what I'm afraid off._

Olivia wiped a stray tear away and slipped into the drug store without a second glance. She wandered the aisles for a few minutes, biding her time while strategizing out her next move. Suddenly she was pulled from her thoughts by a voice behind her.

"Excuse me ma'am, do you need any assistance?"

She turned around and came face to face with an attractive Asian man in his mid-thirties. He wore a white lab coat with an emblem that read: _Your Friendly Neighborhood Pharmacist! _

"You know what?" she said with a smile "I think I do."

* * *

The sunset early this time of year and Olivia found herself flipping on the lights a little before 5 PM. They had decided to stay in the motel until nightfall and leave under the cover of darkness. Lincoln would head out shortly to lift a vehicle and then they would move on their next hiding place. At least, that was Peter's plan.

"So you're telling me that this serum…"

"Cortexiphan" supplied Peter

"Right, Cortexiphan, thanks. So you're telling me that you were administered Cortexiphan during a clinical trial when you were a child? And it can bring about different abilities in different subjects?"

"Mmm-hmm," Olivia confirmed as she returned to picking at her cheese sandwich "It gave a pair of sisters pyrokinesis abilities. Another man was able to cure cancer by a simple touch"

"And don't forget about Nick Lane" Peter added, "This guy was able to project his emotions onto others."

"Wait a second, did you say _Nick Lane_? I _know_ him. Or, well, at least I know the Nick Lane from _my_ side" Lincoln paused a minute in reflection "I wonder what the other Lincoln Lee is doing right now"

"Oh, I think I can answer that. He is a financial analyst for a brokerage house in New York. Precious metals are his specialty, I think."

Both Lincoln and Peter stopped what they were doing to look at her. She gave them a slight shrug.

"What?" she asked innocently "I googled him."

"Financial analyst" mutter Lincoln in dismay "how embarrassing."

"Not that this hasn't been fun, but don't you think it's time you head out to commandeer a vehicle?" Peter suggested.

Lincoln frowned slightly as he glanced out the window; it was if he hadn't realized dusk had fallen. He stood and started to gather his outerwear.

"I'll probably walk out for twenty minutes before looking for a car. I don't want to steal anything nearby in case there is a problem" he shot Olivia a grin "Any requests? A Mercedes? A Jaguar?"

"How about you don't get caught?" she replied dryly.

"If that is what m'lady wishes." Lincoln gave her a small bow and headed out, locking the door behind him.

She felt her stomach tighten. They were finally alone, time to set her plan into motion. Olivia kept her face neutral as she entered the washroom under the pretense of washing her hands. She closed the door slightly so Peter couldn't watch her movements.

"I bought a jar of vegetable juice from the store," she called while turning on the faucet, "would you like a glass?"

"Sounds good" he called back over the sound of the running water.

Olivia smiled to herself as she removed the foil sleeve that was previously hidden away in her bra. The pharmacist had told her one pill would be enough to cure her 'insomnia' but Olivia wanted to hedge her bet. She placed three sleeping pills onto the counter and crushed them into a fine powder using the back of a hairbrush. When the consistency was too her liking she palmed the drug and turned off the tap.

"I hope Lincoln doesn't take too long." Olivia told Peter as she dumped the powder into a clean glass "I'm feeling claustrophobic."

She poured a portion of vegetable juice into two glasses and handed the spiked drink to Peter, silently praying that the juice would mask the taste of the drug. Peter lifted his glass to her in a mock toast and downed half the juice in his first sip. Sighing in relief, Olivia sank next to Peter on his bed. He finished the juice and rested back against the headboard, legs spread out in front of him as he flipped through the phone book. Olivia knew it wouldn't be long until he felt the effects of the drug. Now it was just a waiting game.

"I'm looking through the yellow pages to find a hotel that offers internet connection. I want to send Nina Shape an encrypted email so she can help with the search for Tesla. He won't be able to hide from Massive Dynamic for very long"

Olivia was only half listening to Peter when a thought struck her. This could very well be the last time they were alone and she didn't want to spend their last precious minutes listening to him ramble on about a plan that would never see the light of day. So, without asking for permission, Olivia curled up next to Peter and rested her head on his chest. The movement startled him; his long fingers lightly skimmed her back, unsure of where to rest.

"Hey, _hey,_" he whispered, "What is it? Is there something you want to tell me?"

She just shook her head in response. They had such little time left and she didn't want to spend it arguing. He would clue in on her actions soon enough. Peter's hand came to rest on her head and he began to slowly run his fingers through her hair. They stayed like that for a few minutes, basking in the other's presences, and then she felt him tense slightly.

"I've been thinking about something you said earlier," he told her.

"Mmm?" she asked, eyes closed, enjoying his ministrations.

"You said you thought I liked Altlivia better."

Olivia didn't respond to that, but her eyes shot open and her breathing hitched slightly. Peter tucked her hair behind her ear, still playing with her blond locks, and kissed her lightly on the top of her head.

"It's not true, just so you know. It's always been you," he said simply.

With that sentence Olivia felt her heart lighten from a weight that she hadn't even know was there. She bit her lip in anticipation and twisted her head to peer up at him.

"Oh" she breathed, and then "really?"

Peter smiled a little, tilted her chin slightly and leaned down to kiss her. His lips were soft and gentle, a reminder of the kiss they shared so many months before. Olivia sighed against his mouth and Peter took that as a sign to continue. His fingers wound into her hair, pulling her closer as he deepened the kiss. All coherent thoughts fled from her the moment she felt his hands trail down her body to grasp her hips, pulling Olivia onto his lap.

_Oh Jesus_, she thought, _we have to slow down. _Olivia pulled away from the kiss, head falling back as she gasped for air and composure. Peter wasn't giving her the time to recover; he simply changed tactics and began to trail hot kisses down her newly exposed throat, drawing a moan from Olivia when his teeth lightly nipped her at her skin. This was _nothing _like their first kiss. It was hot and demanding and oh so addictive.

"Peter, we shouldn't be doing this now" she whimpered, although for the life of her she couldn't' remember _why _it was such a bad idea_. _

He didn't hear her – or choose to ignore her – as he returned his attention back to her mouth, kissing her deeply and drawing away her protests. Her hands shifted from clutching his shoulders for support to dragging him closer, the mere inches separating their bodies were suddenly far too vast a distance. Olivia couldn't get enough of the man beneath her and she met each kiss with equal fervor.

And then Peter moaned weakly, snapping her back to reality. Olivia pushed away from him in order to inspect his face. She was right, the moan had nothing to do with their current activity; Peter was looking a little ill.

"Are you okay?"

"Just got a little dizzy there," he told her.

Olivia gently pushed Peter back down onto the mattress, placing a pillow under his head for support. _It won't be too long now. _

"Why don't you lie down a minute to compose yourself?" she told him "I'll make you a tea to settle your stomach"

"It's okay, I'll be fine. Just give me a minute," he mumbled as his eyes drifted shut.

Olivia began to stroke his hair, knowing the caress would help lure him into sleep. She didn't have to wait long; he was out within minutes. The pills didn't seem to have any negative effects but she rolled him onto his side just to be safe. Olivia stayed there for a moment, watching him sleep.

"I'm sorry" she whispered and leaned down to kiss him "I'll do my best to make it back to you"

And then Olivia couldn't wait any longer. Lincoln had been gone for almost thirty minutes and could potentially return at any second. Speed was of the essence. She began to dig through Altlivia's backpack, transferring anything of importance into her purse while keeping an eye on the clock. She was pulling on her winter boots when a quick peek out the window confirmed that the storm had started in earnest. _Shit, _she thought, _as if I don't have enough obstacles in my life. _Olivia was zipping up her winter coat when the front door swung open and Lincoln entered the room.

"You guys ready?" he called out casually before he stopping to take in the scene in front of him. His gaze fell on Olivia, who had frozen like a deer in the headlights, before flickering down to an obviously unconscious Peter. His eyes flew back to Olivia as understanding dawned.

"Olivia, wait!" he warned as he took a step towards her "You don't have to do this!"

Lincoln was blocking the front entrance; there was no way around him. She backed up a step and he lunged forward, trying to stop her before she could flee. Lincoln was fast but she was a good deal faster. Olivia darted around his outstretched hands and slid into the bathroom, locking the door behind her and breathing heavily as she weighed her options.

"Livy!" he yelled to her while banging on the door "There is another way! You don't have to do this"

The bathroom window was small but she might be able to slide through it.

"Please, think this through for a minute. You don't have to sacrifice yourself!"

She would need to remove her coat in order to fit through the window but it was her only way out of there.

"Livy_, please._"

Suddenly the banging stopped and Olivia could hear him tear out of the room. Lincoln had probably anticipated her next move and went outside to stop her. He would need to circumnavigate the entire building to reach her and that would give her extra time to escape. Without further hesitation Olivia tore off her winter jacket and slammed the window open. She climbed up on the sink and tried to determine the best way to exit. She would have to shimmy out either head or feet first; there wasn't enough space to do otherwise. Olivia braced herself against the window casing and slipped one leg out, then the other. Without further hesitation she slid out the window and landed on the frozen ground with a soft "ooaf".

Olivia glanced up as she belatedly realized her winter coat remained discarded on the bathroom floor. It was too late to do anything about it now, so Olivia began making her way towards the sidewalk. Five seconds later Lincoln came racing around the corner, less than twenty-five feet away.

"Livy, _stop_" he screamed at her.

Adrenaline surged through Olivia as she began running in earnest. She could hear his frantic breathing directly behind her but didn't dare look back. She thought she felt fingers brushing her back and knew he would catch her any second. She needed to get off this path. Olivia was about to dart onto the grass when her foot hit a patch of black ice and she went down hard into a snow bank. She struggled to sit upright when Lincoln threw himself on top of her, pinning her back down into the ground. Olivia fought wildly to toss him off but Lincoln had her at an advantage. He sat on her hips and pressed her shoulders into the snow, his weight easily keeping her under him.

"Get _off _of me" she hissed.

"No, not until you stop this suicide mission"

Olivia tried to knee him in the back but he simply pressed her down further, shifting away from her legs in order to remove himself as a target. The movement sent snow spilling into the back of her shirt and she could feel a cold dampness start to seep through her jeans. Olivia shivered in the cold but made no move to complain. Lincoln frowned and then pulled her up, hanging onto her wrist less she try to run again.

"Let me go" she demanded.

"No" he repeated as he led her back towards the motel "I'm not letting go until you're handcuffed to the car, maybe not even then"

"You can't stop me Lincoln."

"I'm not going to let you get yourself killed"

"You know about the experiments. Are you going to let them do that to a seven year old against her will?'

"I _can't _risk you"

Olivia yanked them to a stop.

"Why are you here Lincoln? Are you here to save one life? Or are you here to stop a war?"

He flinched at her words, and she knew she had him.

"Your Olivia would have told you how important Peter is. He is the key to everything. _He's _the one you need to protect Lincoln, not me"

Lincoln's eyes fell down to the ground, his grasp loosening slightly.

"I can help you, too" he whispered.

"But you can't stop me, not forever. There is a little girl out there who needs me. I have to go find her. And you have to go help Peter"

He was quiet for a moment but then he dropped her wrist, freeing her. Lincoln looked so heartbroken that Olivia couldn't help but wonder if he was already mourning her loss. Finally he cleared his throat and took off his jacket.

"You're going to need this for warmth" he told her as he slipped it over her shoulders.

She nodded her head in thanks. He touched her face, just for a moment, and started off. Olivia sighed and turned back to the snow bank, searching for her missing purse.

"Oh, fuck it" she heard from behind her.

Olivia spun around to see Lincoln striding purposely towards her. She braced herself, unsure of his intent as he grabbed both shoulders and pulled her against him. Before she had time to react, before she had time to _breath_, Lincoln lowered his face to hers and kissed her with everything he had. One hand wound itself in her hair while the other reached down to cup her ass. Olivia stood there frozen for a second or two, absolutely stunned by his actions, before her eyes drifted closed and she returned the kiss. Without giving it a thought Olivia ran her fingers through his hair and opened her mouth to his probing tongue.

And then, just as abruptly as it started, Lincoln released her and stepped away. Olivia's hands flew up to her lips, green eyes widened in shock. Did he really just kiss her? Did she really just return it? What the hell was she doing?

He reached out to tuck a lock of hair behind her ear. "Just come back, okay?"

Stunned, she could only nod her head in agreement. Satisfied with her answer, or at a loss for further words, Lincoln tucked his hands into his cargo pants and walked away without a second glance.

This time Olivia watched him go.

* * *

Six Hours Later

Police tape had been strung along the front door of her apartment, warning all civilians to keep away the crime scene. Olivia simple pulled the tape aside, unlocked her front door, and flipped on the lights. Her furniture remained overturned but somebody had gone to the trouble of scrubbing the bloodstains off her floors and walls. She sighed as she stepped into the foyer. _I'm going to have to move again, _she thought wryly, _at least if I survive this, that is. _

She righted the side table and set her keys down on it, then pulled off Lincoln's coat and hung it in the closet. Olivia was trying to decide between making a cup coffee or tea as she opened up the curtains. She briefly toyed with the idea of cracking open the good Scotch – what better way to celebrate her last night as a free woman? – but decided against it. Realistically she needed a clear head to face the challenge in front of her. So, tea in hand, Olivia Dunham sat down on her couch and waited for her visitors.

She didn't have to wait very long. Olivia was barely finished her cup when a uniformed office appeared in her front door. He gave he a smile and strolled in like he owned the place.

"Why hello there, Olivia" said the shape-shifter "We've been scouring the city looking for you."

"Here I am" she replied evenly as she stood up to face it.

"Where are your friends?" it asked her, slowly circling around her apartment.

"They're someplace safe. I've come to make a trade: myself for my niece. I won't make any trouble"

"Trouble?" It asked in amusement as it came to a stop in front of her "You call killing two of my colleagues _trouble?_"

Olivia didn't see the hit coming, just felt the pain blossom behind her eyes and she went down hard. She threw her arms out onto her coffee table, grasping for balance while she tried desperately to shake off the punch. Olivia was able to get her legs under her and attempted to get back on her feet when the shape-shifter started speaking again.

"You don't have to give _me_ trouble" It said as it kicked her in the gut. Olivia cried out as she fell back to the ground, clutching her stomach in agony. "Because, bitch, trouble just found _you" _

Through her tears she was able to make out the boot lifting up to deliver another powerful blow, and then everything went blissfully dark.

* * *

**Hmm – that was kind of a mean place to end this chapter, no? I hope to have the following chapter up shortly, possibly by the weekend. **

**Meanwhile, who's excited about Fringe returning this Friday? Raise your hands! **

**As always ~ Feedback is love!**


End file.
